UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 11, 2011
| Watts Water Technologies, Inc. |
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-11499 | 04-2916536 | |
|
(State or Other Juris-
|
(Commission File Number) |
(IRS Employer Identification No.) | |
| 815 Chestnut Street, North Andover, MA | 01845 | ||
| (Address of principal executive offices) | (Zip Code) | ||
Registrant’s telephone number, including area code: (978) 688-1811
| (Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.07. Submission of Matters to a Vote of Security Holders.
The 2011 Annual Meeting of Stockholders (the “2011 Annual Meeting”) of Watts Water Technologies, Inc. (the “Company”) was held on Wednesday, May 11, 2011.
The results of the voting on the proposals considered at the 2011 Annual Meeting were as follows:
1. Election of Directors
Each of the following seven persons was elected as a Director of the Company for a term expiring at the Company's 2012 Annual Meeting of Stockholders and until such Director's successor is duly elected and qualified.
The voting results were as follows:
| Director | Votes For | Votes Withheld | Broker Non-Votes |
| Robert L. Ayers |
93,573,917 |
163,050 |
2,182,989 |
| Kennett F. Burnes |
93,567,711 |
169,256 |
2,182,989 |
| Richard J. Cathcart |
93,453,688 |
283,279 |
2,182,989 |
| David J. Coghlan |
93,578,911 |
158,056 |
2,182,989 |
| Ralph E. Jackson, Jr. |
93,446,542 |
290,425 |
2,182,989 |
| John K. McGillicuddy |
93,570,030 |
166,937 |
2,182,989 |
| Merilee Raines |
93,581,033 |
155,934 |
2,182,989 |
2. Ratification of Independent Registered Public Accounting Firm
The votes regarding the ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2011 were as follows:
| Number of votes cast for the proposal: | 95,632,339 | |
| Number of votes cast against the proposal: | 268,764 | |
| Number of abstentions: | 18,853 |
3. Advisory Vote on Executive Compensation
The results of the non-binding advisory vote on the compensation paid to the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion were as follows:
| Number of votes cast for the proposal: | 90,332,656 | |
| Number of votes cast against the proposal: | 680,504 | |
| Number of abstentions: | 2,723,807 | |
| Broker non-votes: | 2,182,989 |
4. Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation
The results of the non-binding advisory vote on the frequency of future executive compensation advisory votes were as follows:
| One Year: | 14,715,041 | |
| Two Years: | 112,524 | |
| Three Years: | 76,193,461 | |
| Abstain: | 2,715,941 | |
| Broker non-votes: | 2,182,989 |
Item 8.01. Other Events.
On May 11, 2011, the Board of Directors of the Company appointed Kennett F. Burnes as the new Chairman of the Nominating and Corporate Governance Committee, replacing Kenneth J. McAvoy who retired from the Board of Directors at the 2011 Annual Meeting.
On May 11, 2011, Robert L. Ayers stepped down as a member of the Audit Committee and was appointed by the Board of Directors of the Company as a member of the Compensation Committee.
Pursuant to Section 17 of Article II of the Company’s By-Laws, the Board of Directors re-appointed Timothy P. Horne as a Director Emeritus of the Company for a one-year term effective May 11, 2011.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: May 16, 2011 | WATTS WATER TECHNOLOGIES, INC. | |
| By: | /s/ Kenneth R. Lepage | |
| Kenneth R. Lepage | ||
| General Counsel | ||